Common use of Material Adverse Change Clause in Contracts

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 29 contracts

Samples: Loan and Security Agreement (Mobius Management Systems Inc), Loan and Security Agreement (Safeguard Health Enterprises Inc), Loan and Security Agreement (Alliance Medical Corp)

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Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or financial condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;Collateral (the foregoing being defined as a “Material Adverse Change”).

Appears in 14 contracts

Samples: Loan and Security Agreement (Netlogic Microsystems Inc), Loan and Security Agreement (Smart Move, Inc.), Loan and Security Agreement (Pharsight Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or financial condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Collateral (the foregoing being defined as a "Material Adverse Change").

Appears in 10 contracts

Samples: Loan and Security Agreement (Divx Inc), Loan and Security Agreement (Limelight Networks, Inc.), Loan and Security Agreement (Health Grades Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrower or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 9 contracts

Samples: Loan and Security Agreement (E Loan Inc), Loan and Security Agreement (Va Linux Systems Inc), Loan Modification Agreement (Quintus Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;.

Appears in 8 contracts

Samples: Loan and Security Agreement (Silicon Storage Technology Inc), Loan and Security Agreement (Synthetech Inc), Loan and Security Agreement (Odimo INC)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 6 contracts

Samples: Loan and Security Agreement (Omnicell Inc /Ca/), Loan and Security Agreement (Xenogen Corp), Loan and Security Agreement (Threshold Pharmaceuticals Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 6 contracts

Samples: Loan and Security Agreement (Roxio Inc), Loan and Security Agreement (Optio Software Inc), Loan and Security Agreement (PortalPlayer, Inc.)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Collateral (any of the foregoing is referred to herein as a "Material Adverse Change").

Appears in 6 contracts

Samples: Loan and Security Agreement (Dpac Technologies Corp), Loan and Security Agreement (Kintera Inc), Loan Agreement (Ats Medical Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 5 contracts

Samples: Asset Purchase Agreement (Ross Technology Inc), Loan and Security Agreement (Versatility Inc), Asset Purchase Agreement (Ross Technology Inc)

Material Adverse Change. If there (i) occurs a material adverse change ----------------------- in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 5 contracts

Samples: Loan and Security Agreement (C-Bridge Internet Solutions Inc), Loan and Security Agreement (Audible Inc), Loan and Security Agreement (Copper Mountain Networks Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the CollateralObligations;

Appears in 4 contracts

Samples: Loan and Security Agreement (Pharsight Corp), Loan and Security Agreement (Onyx Software Corp/Wa), Loan and Security Agreement (Onyx Software Corp/Wa)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;.

Appears in 4 contracts

Samples: Loan and Security Agreement (Intrabiotics Pharmaceuticals Inc /De), Loan and Security Agreement (Mitokor), Loan and Security Agreement (Novoste Corp /Fl/)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerBorrower or any Subsidiary, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 3 contracts

Samples: Loan and Security Agreement (Hie Inc), Loan and Security Agreement (Hie Inc), Loan and Security Agreement (Firstwave Technologies Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Obligations.

Appears in 3 contracts

Samples: Loan and Security Agreement (Akamai Technologies Inc), Loan and Security Agreement (Plumtree Software Inc), Loan Agreement (Continuus Software Corp /Ca)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerMaterial Adverse Effect, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 3 contracts

Samples: Loan and Security Agreement (Speechworks International Inc), Loan and Security Agreement (Natural Microsystems Corp), Loan and Security Agreement (Ibasis Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 3 contracts

Samples: Loan and Security Agreement (Maker Communications Inc), Loan Modification Agreement (Art Technology Group Inc), Loan and Security Agreement (Maker Communications Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerBorrower which has a Material Adverse Effect, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 3 contracts

Samples: Loan and Security Agreement (Faxsav Inc), Loan and Security Agreement (Faxsav Inc), Loan and Security Agreement (Faxsav Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;Collateral (any of the foregoing is referred to herein as a “Material Adverse Change”).

Appears in 3 contracts

Samples: Loan and Security Agreement (Senorx Inc), Loan and Security Agreement (Skinmedica Inc), Loan and Security Agreement (Occam Networks Inc/De)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's security interests in a material portion of the Collateral;

Appears in 2 contracts

Samples: Loan and Security Agreement (Stereotaxis, Inc.), Loan and Security Agreement (Stereotaxis, Inc.)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the CollateralCollateral (each of (i), (ii) and (iii) above shall be referred to herein as a “Material Adverse Change”);

Appears in 2 contracts

Samples: Loan and Security Agreement (California Micro Devices Corp), Loan and Security Agreement (California Micro Devices Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the any Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 2 contracts

Samples: Loan and Security Agreement (Visual Networks Inc), Loan and Security Agreement (Visual Networks Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) or prospects of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of BankLender's security interests in the Collateral;

Appears in 2 contracts

Samples: Loan and Security Agreement (Intervisual Books Inc /Ca), Loan and Security Agreement (Zindart LTD)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerBorrowers and their Subsidiaries taken as a whole, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 2 contracts

Samples: Loan and Security Agreement (Manugistics Group Inc), Loan and Security Agreement (Manugistics Group Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;.

Appears in 2 contracts

Samples: Loan and Security Agreement (Therma Wave Inc), Loan and Security Agreement (Vitria Technology Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 2 contracts

Samples: Loan Modification Agreement (Synaptics Inc), Loan and Security Agreement (Endocardial Solutions Inc)

Material Adverse Change. If there A material adverse change occurs, or is reasonably likely to occur, in (i) occurs a material adverse change in the business, operations, or business condition (financial or otherwise) ), operations, properties or prospects of the BorrowerLoan Parties taken as whole, or (ii) is a material impairment the ability of the prospect of repayment of any portion of Loan Parties to repay the Obligations or Obligations, (iii) is a material impairment the value of the value Collateral or priority of Bank's security interests in the Collateral;Bank determines that it is insecure for any other reason; or

Appears in 2 contracts

Samples: Loan Agreement (Martha Stewart Living Omnimedia Inc), Loan Agreement (Martha Stewart Living Omnimedia Inc)

Material Adverse Change. If there (i) occurs A material impairment in the perfection or priority of the Bank’s security interest in the Collateral or in the value of such Collateral which is not covered by adequate insurance occurs; (ii) a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrowers (when taken as a group) occurs; or (iiiii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateraloccurs;

Appears in 2 contracts

Samples: Loan and Security Agreement (Blackboard Inc), Loan and Security Agreement (Blackboard Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;

Appears in 2 contracts

Samples: Loan and Security Agreement (Lexar Media Inc), Loan and Security Agreement (Lexar Media Inc)

Material Adverse Change. If there (i) occurs an event having a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Material Adverse Effect or (ii) is a material impairment of the prospect of repayment of any portion value of the Obligations Collateral which is not covered by adequate insurance or (iii) is a material impairment of the value perfection or priority of Bank's security interests in the Collateral;

Appears in 2 contracts

Samples: Loan Modification Agreement (T/R Systems Inc), Loan and Security Agreement (T/R Systems Inc)

Material Adverse Change. If there (ia) occurs a material adverse change in the business, operations, or financial condition (financial or otherwise) of the BorrowerPledgor, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iiib) is a material impairment of the value or priority of Bank's ’s security interests interest in the Collateral;.

Appears in 2 contracts

Samples: Security Agreement (Aquinox Pharmaceuticals (Usa) Inc), Security Agreement (Aquinox Pharmaceuticals, Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is the foregoing being defined as a material impairment of the value or priority of Bank's security interests in the Collateral;“Material Adverse Change”).

Appears in 2 contracts

Samples: Loan and Security Agreement (Thomas Weisel Partners Group, Inc.), Loan Agreement (JH Evergreen Management, LLC)

Material Adverse Change. If there (i) occurs a material adverse change in ----------------------- the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the CollateralCollateral (any of the foregoing events or occurrences is referred to herein as a "Material Adverse Change");

Appears in 2 contracts

Samples: Loan and Security Agreement (Lantronix Inc), Loan and Security Agreement (Lantronix Inc)

Material Adverse Change. If there (i) A material impairment in the perfection or priority of Bank s security interest in the Collateral or in the value of such Collateral that is not covered by adequate insurance occurs; or (ii) there occurs a material adverse change in the business, operations, Borrower s business or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateralcondition;

Appears in 2 contracts

Samples: Loan and Security Agreement (Hearme), Loan and Security Agreement (Hearme)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any nay portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 2 contracts

Samples: Loan and Security Agreement (Sirf Technology Holdings Inc), Loan Modification Agreement (Sirf Technology Holdings Inc)

Material Adverse Change. If there (ia) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (iib) is a material impairment of the prospect of repayment of any portion of the Obligations or (iiic) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 2 contracts

Samples: Loan and Security Agreement (Harmonic Inc), Loan and Security Agreement (Harmonic Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, a Borrower or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of BankServicing Agent's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Integrated Packaging Assembly Corp)

Material Adverse Change. If after the date hereof there (ia) occurs a material adverse change in the business, operations, operations or condition (financial or otherwise) of the Borrower, Borrower or a material Subsidiary; (iib) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iiic) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Safeguard Health Enterprises Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is the foregoing being defined as a material impairment of the value or priority of Bank's security interests in the Collateral;"Material Adverse Change").

Appears in 1 contract

Samples: Loan Agreement (Pharsight Corp)

Material Adverse Change. If there (i) occurs a material adverse ----------------------- change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrower or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of BankLender's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Snowball Com Inc)

Material Adverse Change. (i) If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Packeteer Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii(i) is and (ii) each being a material impairment of the value or priority of Bank's security interests in the Collateral;"Material Adverse Change").

Appears in 1 contract

Samples: Third Loan Modification Agreement (Atherogenics Inc)

Material Adverse Change. If there There occurs (i) occurs a material adverse change in the business, operations, operations or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of to the value or priority of Bank's ’s security interests interest in the Collateral;Collateral (or any material portion thereof).

Appears in 1 contract

Samples: Loan and Security Agreement (Intraware Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerBorrowers, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;.

Appears in 1 contract

Samples: Loan and Security Agreement (Immunicon Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;.

Appears in 1 contract

Samples: Loan and Security Agreement (Egain Communications Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or financial condition (financial or otherwise) of the BorrowerBorrower from the forecasts provided to the Lender, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations as determined by the Lender; or (iii) is a material impairment of the value or priority of BankLender's security interests in the CollateralCollateral (the foregoing being defined as a "Material Adverse Change");

Appears in 1 contract

Samples: Loan and Security Agreement (Winwin Gaming Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral, which is not covered by adequate insurance;

Appears in 1 contract

Samples: Loan and Security Agreement (Centra Software Inc)

Material Adverse Change. If there is (ia) occurs a material impairment in the perfection or priority of Bank’s Lien in the Collateral or in the value of such Collateral; (b) a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Guarantor; or (iic) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Guarantor Obligations.

Appears in 1 contract

Samples: Security Agreement (Solta Medical Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iiiii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 1 contract

Samples: Loan and Security Agreement (Versata Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligation or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Opus360 Corp)

Material Adverse Change. If there (ia) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (iib) is a material impairment of the prospect of repayment of any portion of the Obligations or (iiic) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Harmonic Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrower or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral, and Bank gives notice of any of the foregoing to Borrower;

Appears in 1 contract

Samples: Loan and Security Agreement (At Home Corp)

Material Adverse Change. If there There occurs (i) occurs a material adverse change in the business, operations, operations or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of to the value or priority of Bank's ’s security interests interest in the Collateral;Collateral (or any material portion thereof), all as determined by Bank in good faith.

Appears in 1 contract

Samples: Loan and Security Agreement (Broadvision Inc)

Material Adverse Change. If there occurs (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of in the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value (other than normal depreciation) or priority of Bank's security interests interest in the Collateral;.

Appears in 1 contract

Samples: Loan and Security Agreement (Imatron Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, financial condition or condition (financial or otherwise) prospects of the Borrower, Borrower or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Focus Enhancements Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral, which is not covered by adequate insurance;

Appears in 1 contract

Samples: Loan and Security Agreement (Ecollege Com)

Material Adverse Change. If if there (i) occurs a material adverse change in the general affairs, business, operationsproperty, assets, or condition (financial or otherwise) of the Borrower, Borrower and its Subsidiaries (taken as a whole) or (ii) if there is a material impairment of the prospect of repayment of any portion of the Outstanding Obligations or (iii) is a material an impairment of the value or priority of Bank's security interests in the Collateral;Lender’s Security Interest.

Appears in 1 contract

Samples: Credit Agreement (Antares Pharma Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the any Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;

Appears in 1 contract

Samples: Term Loan and Security Agreement (Allied Motion Technologies Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerMaterial Adverse Effect, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Concord Communications Inc)

Material Adverse Change. If there (ia) occurs a material adverse change in the general affairs, management, business, operations, or condition (financial or otherwise) of the Borrower, or (iib) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iiic) is a material impairment of the value or priority of Bank's security interests in the CollateralCollateral (the foregoing being defined as a "Material Adverse Change");

Appears in 1 contract

Samples: Loan and Security Agreement (Displaytech Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the BorrowerCompany and its Subsidiaries, on a consolidated basis; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;Collateral (the foregoing being referred to as a “Material Adverse Change”).

Appears in 1 contract

Samples: Loan and Security Agreement (3d Systems Corp)

Material Adverse Change. If there (i) occurs A material impairment in the perfection or priority of the Bank's security interest in the Collateral or in the value of such Collateral which is not covered by adequate insurance occurs; (ii) a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrower occurs; or (iiiii) is a material impairment of the prospect of repayment of any portion of the Obligations or occurs (iii) is a material impairment any of the value or priority of Bank's security interests in foregoing is referred to herein as the Collaterala "Material Adverse Change");

Appears in 1 contract

Samples: Loan and Security Agreement (Jamdat Mobile Inc)

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Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value value, perfection, or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Clarent Corp/Ca)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;:

Appears in 1 contract

Samples: Loan and Security Agreement (Synchronicity Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerBorrowers, collectively, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral, which is not covered by adequate insurance;

Appears in 1 contract

Samples: Loan and Security Agreement (Ecollege Com)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a A material impairment of the prospect of repayment of any portion of the Obligations occurs; or (iiiii) is a material impairment of the value (other than normal depreciation) or priority of Bank's security interests in the CollateralCollateral occurs;

Appears in 1 contract

Samples: Loan and Security Agreement (Preview Systems Inc)

Material Adverse Change. If there (i) occurs a material adverse change ---- ------------------------ in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations as the same shall become due or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Seachange International Inc)

Material Adverse Change. If there (ia) occurs a material adverse change in the business, operations, or financial condition (financial or otherwise) of the BorrowerBorrowers, or (iib) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iiic) is a material impairment of the value or priority of Bank's security interests in the CollateralCollateral (the foregoing being defined as a "Material Adverse Change");

Appears in 1 contract

Samples: Loan and Security Agreement (Ramtron International Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerBorrower and any Subsidiary which is a party to the Loan Documents taken as a whole, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 1 contract

Samples: Loan and Security Agreement (Sourcefire Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations taken as a whole; or (iii) is a material impairment of the value (other than as a result of ordinary wear and tear and and depreciation under GAPP or priority of Bank's security interests in the Collateral;.

Appears in 1 contract

Samples: Loan Modification Agreement (Ipass Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Company Collateral (each of (i), (ii) and (iii) a "Material Adverse Change").

Appears in 1 contract

Samples: Loan and Security Agreement (Viewlocity Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, other than due to general economic conditions, or (iii) is a material impairment of the value of the Collateral or a negative change in the priority of Bank's security interests in the Collateral; and the occurrence of any one of which shall, for purposes of this Agreement, constitute a "Material Adverse Change";

Appears in 1 contract

Samples: Loan and Security Agreement (Infonow Corp /)

Material Adverse Change. If there (ia) occurs a material adverse change in the business, operations, or financial condition (financial or otherwise) of the Borrower, or (iib) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iiic) is a material impairment of the value or priority of Bank's security interests in the CollateralCollateral (the foregoing being defined as a "Material Adverse Change");

Appears in 1 contract

Samples: Loan and Security Agreement (Ramtron International Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the any Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of the Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan Agreement (Moldflow Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the either Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Spectranetics Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the any Borrower, or (ii) is is, based upon a reasonable standard, a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Simione Central Holdings Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the Borrower, Borrowers taken together; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the CollateralCollateral (each a “Material Adverse Change”);

Appears in 1 contract

Samples: Loan and Security Agreement (Xenogen Corp)

Material Adverse Change. If there (i) occurs a material ----------------------- adverse change in the business, operations, or condition (financial or otherwise) of the any Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (SQL Financials International Inc /De)

Material Adverse Change. If there (ia) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (iib) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iiic) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Tivo Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Stericycle Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's security interests in the CollateralCollateral (the foregoing being defined as a "Material Adverse Change");

Appears in 1 contract

Samples: Loan and Security Agreement (Qualmark Corp)

Material Adverse Change. If there (i) occurs a material adverse change ----------------------- in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in any material portion of the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Liquid Audio Inc)

Material Adverse Change. If there (i) occurs a material adverse ----------------------- change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Matrixone Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrower or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;; provided that the foregoing is not intended to waive any rights available to Borrower under law.

Appears in 1 contract

Samples: Subordination Agreement (Hybrid Networks Inc)

Material Adverse Change. If there (i) occurs a material ----------------------- adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations, or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan Modification Agreement (Orapharma Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) or prospects of the Borrower, a Borrower or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Home Director Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Pledgor or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;.

Appears in 1 contract

Samples: Pledge and Security Agreement (Unica Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrower or (ii) is a material impairment of the prospect of repayment of Borrower's ability to repay any portion of the Obligations when and as due or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Ribogene Inc / Ca/)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Collateral ((i) - (iii) each being a "Material Adverse Change").

Appears in 1 contract

Samples: Loan and Security Agreement (Atherogenics Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or financial condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Appears in 1 contract

Samples: Loan and Security Agreement (Deltagen Inc)

Material Adverse Change. If there (ia) occurs A material impairment in the perfection or priority of the Bank's security interest in the Collateral or in the value of such Collateral which is not covered by adequate insurance occurs; (b) a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Borrower occurs; or (iic) is a material impairment of the prospect of repayment of any portion of the Obligations or occurs (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral"Material Adverse Change");

Appears in 1 contract

Samples: Intellectual Property Security Agreement (Perficient Inc)

Material Adverse Change. If A Material Adverse Change shall be deemed to have occurred if there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the any Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;Collateral which is not fully covered by insurance, as determined by Bank.

Appears in 1 contract

Samples: Loan and Security Agreement (Visual Networks Inc)

Material Adverse Change. If there is any of the following (ieach, a “Material Adverse Change”): (a) occurs a material impairment in the perfection or priority of Bank’s Lien in the Collateral or in the value of such Collateral; (b) a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, Debtor taken as a whole; or (iic) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Debtor Obligations.

Appears in 1 contract

Samples: Security Agreement (Netlist Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the BorrowerBorrower and its Subsidiaries taken as a whole, or (ii) is a material impairment of Borrower's ability to repay the prospect of repayment of any portion of the outstanding Obligations in their entirety or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Inhibitex Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests interest in the Collateral;.

Appears in 1 contract

Samples: Loan and Security Agreement (Novacept Inc)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;."

Appears in 1 contract

Samples: Fourth Loan Modification Agreement (Inktomi Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, business operations, or condition (financial or otherwise) of the Borrower, ; or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Obligations; or (iii) is a material impairment of the value or priority of Bank's ’s security interests in the Collateral;Collateral (the foregoing being defined as a “Material Adverse Change”).

Appears in 1 contract

Samples: Loan and Security Agreement (DemandTec, Inc.)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;Collateral (each of (i), (ii) and (iii) above shall be referred to herein as a "Material Adverse Change").

Appears in 1 contract

Samples: Loan and Security Agreement (California Micro Devices Corp)

Material Adverse Change. If there (i) occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of BankBorrower's security interests in the CollateralAssets;

Appears in 1 contract

Samples: Loan Agreement (Advanced Technology Materials Inc /De/)

Material Adverse Change. If there (i) There occurs a material adverse change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations Bank’s lien upon, or (iii) is a material impairment of in the value of, the Collateral (or priority of Bank's security interests in the Collateral;any material portion thereof).

Appears in 1 contract

Samples: Loan and Security Agreement (Commerce One Inc / De/)

Material Adverse Change. If there (i) occurs a material adverse ----------------------- change in the business, operations, or condition (financial or otherwise) of the Borrower, or (ii) is a material impairment of the prospect of repayment of any portion of the Obligations or (iii) is a material impairment of the value or priority of Bank's security interests in the Collateral;

Appears in 1 contract

Samples: Loan and Security Agreement (Manhattan Associates Inc)

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